Twilight Unbound
by Phantom Fan 21
Summary: Trixie return to Ponyville only this time releasing a new power. And Twilight is affect it. Can she change back without her friends knowing? Sonic the Werehog is going to be in. Working on the third chapter. Also on hold until I get it done.
1. Chapter 1

**Twilight Unbound**

**Phantom Fan 21: **An idea fond on Tumblrpony*Wiki*com. It a drawing that was requested. It a drawing of what call a Werepony. I like the idea and decide to make my own story. The Wiki said that the whole there was taken off Sonic Unleashed Plot and change a bit. Now I am use the same plot from Sonic Unleashed only making my own levels and keeping the enemies the same and the main villain. If you are wondering why I haven't up my other stories, it because I can't think on them anymore, can't find something to help me finish or I'm just waiting for one review. Once I got those I move on, same for this story too.

* * *

Night spend across the sky. It just the time to every pony to watch the star come out and then go to bed. But that was not the case for a small village call Ponyville. A big fight was happened at the Town square. Twilight Sparkle, the student of Princess Celestia, Ruler of Equestria along with Princess Luna, was fighting for her live with her friends. They were fighting a giant creature that look like a pony, but at the same it didn't. They had no clue on what it was. Rainbow Dash was just fling to her as Twilight grab her friend.

"Thanks Twilight.", Rainbow said before look back at the creature, "No matter what we do, it bush off our attacks if there were noting, Not even elements are helping."

She point to the necklace she was wearing, It had a red thunderbolt gem on it. That was the Element of Loyalty. Twilight had a crown on her head with a star on it. Her was the Element of Magic. Rainbow made a point. The creature was so strong that Twilight had to ask for the Elements but they did little change. Then they watch as Apple Jack was throw away and crush into Fluttershy who was trying to get out of the way.

"You alright, Sugar cube?" Apple Jack helping her up.

"Yes I'm...fine." Fluttershy said meekly.

"Rarity, Look out!" Pinkie shouted to warn her friend.

But it come to late, Rarity was knock into Pinkie as they too were flung away.

Twilight growl, no matter what they do. It just too strong, The Elements of Harmony did little change of the battle. Twilight knew if they don't finish this quick then something bad is going to happen. She turn to her friends and said, "Girls, Give me your Elements."

"Say what now?" Apple Jack ask.

"I know we can each control our own element but this is going to take to long, If I can tap into all the elements power I can use that power to beat this thing." Twilight explain.

"I'm not sure how you are going to do that, but I trust you Twilight." Rarity said and took off hers.

"Eh, Don't know what you're doing, but I want to see this." Rainbow said removing hers as well.

"You have a surprise for that big meanie, don't you?" Pinkie ask as she gave hers as well.

"Well now Sugar cube, I gotta ask what you're up to but I got a feeling I'm about to see really soon." Apple Jack question before giving hers.

"Be careful Twilight." Fluttershy said and give hers last.

Twilight took the elements in her magic and nods. She had all six elements surround her as she close her eyes and try to call the power of each element. Hers started to glow first, the follow one by one by the other elements. They started to glow around her as they spin. Twilight was lift into the air. A bright light shine every where as her friends close her eyes. When they open them they saw that Twilight had change. She was now as tall as Celestia, had Celestia mane and tail even wings. The one thing that stay the same was her colors. The Elements around her hooves, crest and her crown on her head.

"I can't believe it work." Twilight said sounding a lot older.

"Twi? Are you ok?" Apple Jack ask.

"Yeah, I'm fine. Now to take care of this thing." Twilight said before opening her new wings and flew to the creature.

Twilight use her magic to grab hold of the beast and throw it away from Ponyville to a clear area. Twilight flew over to the creature and fire a magic beam at it knocking it back even farer. Twilight soon caught up to see a familiar unicorn crawl out. That when click, The monster was a fake, and that was Trixie. But why is she attack Ponyville? She flew down to check on her when she spot her looking at her.

"Uh, Oh! Trixie gotta go." She said and try to use a smoke spell and ran as fast as she could.

Twilight watch in surprise as she ran. None less she follow. Twilight kept close, but didn't try to catch her. She wasn't wondering what was going on and had to follow. Trixie ran though bushes, trees, climb over rocks and soon came to a cave that Trixie ran in.

Twilight follow and saw that Trixie try use few spells that block her path, but Twilight use a simple blast spell to clear the way. Finally Trixie ran to a dead-end and stop. She turn to see Twilight land on her hooves and walk up to her.

"Twilight wait! Trixie can explain! I was testing you! I never met to attack any pony, but your friends attack first." Trixie pled.

Twilight stop and sign.

"Trixie, you are lucky that me and my friends fought you. If the Princesses were fighting you might have gotten hurt." Twilight said not noticing Trixie horn started glowing again.

Then four stone pillars shot out of the ground. Twilight couldn't believe it, It was a trap the whole time. Twilight try to fly out but some strange magic was holding her. Twilight try to break out as she heard Trixie laugh.

"You are so easily trick, Twilight Sparkle.", Trixie said, "I know about the elements power when one user using all of them. Too bad that they are just what I need to get a power that even stronger then them!"

Twilight kept trying to escape and felt the Elements started to come off her.

"You see, the monster was a decoy to lean you away from your friends and into this altar where Trixie can use the Elements for my own use!" Trixie said.

Twilight change back to her normal Unicorn look as all six elements come off and surround her again. Instead of the power going to her, it was going to the pillars.

"Now, to awake the ancient power!" Trixie shouted as her horn glow again.

With a flip of her head, Twilight scream as the power shot into the air and out of the cave. The power travel across the land until it reach a stone statue that look like it pony. The eyes glow and the whole statue broke as a giant ghost like pony rise from it. There was a loud roar before it broke down.

Back at the cave Trixie gasp as she saw what happen.

"WHAT?! NO!" She shouted.

Twilight continue to scream as she felt something enter her body. Twilight's body became slightly taller and gain more muscle mass. As a result, her limbs are more thicker, as her chest becomes more noticeable. Her muzzle also becomes larger and her teeth became sharp and pointy, while her eyes, while remaining the same color, have become more slitted like a dragon, her mane and tail become more messy and disheveled, while her horn sharpens to a point. The length of her tail also increases.

Her body fur turn into a darker shade of lilac, while her mane and tail color become more pale. The stripes on her mane and tail also go from purple and magenta to dark blue and black. Her muzzle goes from dark lilac to bright violet at end, while her front legs have a flame-like design on them. Her hind hooves also became more exposed, similarly to Big Macintosh. Her Cutie Mark remains, but it is much smaller than before.

As Trixie turn back to see Twilight finally breaking free as the pillars were destroy. Twilight breath hard as the Six Elements cling on the ground.

"You, shouldn't have done that Trixie." She said, her voice sounding a bit deeper this time.

"Why, Twilight Spike, that a nice look for you. But since I don't need you or the elements any more, you can just be on your way." Trixie said and fire a powerful beam at her.

Twilight didn't know how Trixie was able to fire that much magic but she didn't have time to think about as she was shot out of the cave and crash into a tree that knock her out. The elements rolling right next to her. The scene move up to the night sky as a howl was heard and the title appear.

**Twilight Sparkle in...**

**A fan drawing from Tumbler*Wiki*com...**

**My Little Pony**

**Twilight Unbound**

* * *

Sun rose over the mountains as Twilight open her eyes. She had long change back to normal before she woke up. She rub her head.

"Ahg! My head. Where am I?...The Elements!" Twilight said, then gasp.

Twilight turn and saw that six elements laying on the ground. The color was drain leaving in a dull color. Twilight remember what happen last night. She use all elements to stop a strange creature and discover that it was fake and Trixie it. She chase Trixie to a cave were she pled Twilight saying that she was just testing her. Twilight was so busy tell Trixie that she could've got hurt and fail to notices that Trixie was setting a trap. The last thing she saw was Trixie making four pillars rise out of the ground and feeling the Elements drain from her. Then a unsetting pain. The Trixie firing a powerful spell. Then noting until now.

"Why is Trixie doing this? A power more powerful than the Elements?" Twilight ask herself and pick up the elements with her magic.

Twilight try to, but her magic was a bit weak and she almost drop them.

"Whatever Trixie did to me, it must have taking some of my magic. I feel really weak for some reason." Twilight said again.

She was able to place the elements on her but didn't feel their power. Twilight decide head back to Ponyville and send a note to Celestia. First she needs figure out where she is. Twilight walk around trying to find something that will tell her where is was. She didn't get far before something caught her eye. She walk up and saw a small town with a sign that 'Welcome to Shine Town'. Twilight never heard of this town but some ponies might know how she can get back to Ponyville.

Twilight walk along the town and saw many ponies around. There were Earth Ponies, Unicorns and Pegasi every where, just like Ponyville. Twilight then spotted a unicorn that was lime green with a purple mane and tail. Her eyes were light blue and her cutie mark was a five-pointed star. Twilight walk up to her.

"Hello." Twilight said.

"Why, Hello. I take you're new here?" The Unicorn said and ask.

"Yes, I'm looking for a way to get back home. I kind of lost." Twilight said.

"Sure, Most ponies get lost in those woods over there. We heard that it cousin to the Everfree Forest." The Unicorn said.

"You heard of the Everfree Forest?" Twilight had to ask.

"Of course, but where did you get those gems?" She ask pointing at the Elements.

"Oh, These? They aren't really mine. I been holding on to them until I get home." Twilight said remembering that she was still wearing the elements.

"Well that nice of you.", The unicorn said, "Oh where are my manners? I'm Doctor Star."

"Twilight Sparkle." Twilight said rising her hoof to shake.

Star return the shake and then ask, "Where are you heading?"

"Like I said before, I'm trying to get home. I need to tell Princess Celestia what happen last night." Twilight answer.

"You know the princess?" Sat ask shock.

"Yeah, I'm her student." Twilight answer again.

"I don't believe it. I must say, it must be an honor to be the student of the Princess." Star said.

"I try not to let it get to me that much." Twilight said blushing.

"Well, I can help you get home.", Star said, "The train tracks were finish this morning and now we can get visitors."

"Really? Well I can be the first to tell everypony about Shine Town." Twilight said.

"Thank you, so where are you going?" Star said before leaning Twilight to the train station.

* * *

The Train arrive at Ponyville as Twilight and Star step out. Star was highly surprise that Twilight live in a village like this.

"I heard of Ponyville, but I never thought I see it." She said.

Twilight smile and walk though the village. Many ponies were glad to see Twilight. But none was more happier then Pinkie Pie. They pass Sugarcube Corner and Pinkie spotted Twilight. She bust out the door and jump on Twilight casing the two to roll on the ground for a while. They stop and Pinkie was hugging Twilight greatly.

"Twilight! You're back. Yourbackyourbackyourbackyourback." Pinkie said very fast.

"Pinkie! Can't...breath!" Twilight try to said, her breath leaving her.

"Oppies! Sorry!", Pinkie said and let her go, "Hey you still have the elements! But why are you back to a unicorn?"

"Get the girls together Pinkie, I what to tell you what happen." Twilight said.

Later all the Mane Six were reunited and Twilight told them what happen after knocking the creature that attack Ponyville away. When she finished with telling them about Doctor Star, Rainbow snorted.

"Trixie and to think she learn her lesson last time." She said.

"A power that more powerful than the Elements? I don't believe it Twi." Apple Jack said.

"I don't ether, but Trixie did some thing to the Elements and I need to let the princess know." Twilight said.

The rest nods, they could each see that the Elements had a dull color to them. Doctor Star stated that she will stay in Ponyville for a while, Apple Jack offer her a place to stay at her farm for the night and she agree. The rest return home with Pinkie mentioned a welcome back party for Twilight and Welcome to Ponyville for Star. Twilight roll her eyes and head home herself.

She reach her Tree house home and walk in. She took off the Elements and place them in glass case. She turn to see Spike walking down the stairs carry a lot of books. Because he was carrying so many he couldn't see Twilight. Spike trip and started to fall down the stairs as Twilight was quick to grab him and the books. Her magic had recover on the trip home and she felt as good as new. She set Spike down and shack the books up. Spike jump and hug Twilight.

"Twilight! You're back!" He shouted.

"Thanks for watching the Library, Spike." Twilight said smiling.

Spike drop down and ask, "Twilight what happen? Were did you go? Did you stop that creature?"

Spike would have went on if Twilight didn't zip his mouth close with her magic.

"I'll tell you everything later, I promise, but first I need some scrolls. I need to send a letter to the Princess." Twilight said.

"Sure, I'll have to go get some more. We ran out yesterday and I never got the chance to buy more." Spike said.

Twilight roll her eyes and give Spike some bits.

"Here Spike, just to help you a little. Don't take to long ok?" Twilight said.

"You got it, Twilight!" Spike saluted and ran out the door.

Twilight shook her head and went back to think about what Trixie did to the elements.

_'I know Trixie did something but what? What did she mean that there was a power more powerful than the Elements? I got to tell the Princess and find Trixie before she hurt somepony.' _Twilight thought and walk around the room.

Twilight look though her books but fond noting on what she was looking for. Twilight continue to search until she notices the sun setting. She sign, Spike had yet to return with the scrolls and she was having no luck on whatever Trixie was talking about. Twilight decide to step out side for some fresh air. She watch as Ponyville was closing up for the night. Twilight turn to the sun set and watch it disappear. Then she felt strange.

_'Ugh! My head throbbing and my body tingling as well. What going on with me?' _Twilight thought as the pain worst.

"AHG!" Twilight call out as she was cover in a bright light.

When it fade. Twilight look just like she did when she broke free from the altar. Twilight look at her hooves before rushing back inside. She ran to her room and look in her mirror. She saw her fur coat was a darker shade of lilac, her muzzle was larger, her teeth were sharp and pointer. Her horn was sharp as well. She notices that her crest was more noticeable as well. Her front hooves look like it had flames on them and she look at her back hooves to see that the were just like Big Mac's. Her tail was even longer and her Cutie mark was barely seen. The last thing she notices was her eyes, They were still the same color only slitted like Spike's were sometimes.

"What happen to me?" Twilight ask and notices her voice sounded deeper this time.

"Trixie! The Altar Trixie use must have change me into this...thing. I can't let anypony see me like this!" Twilight said before hearing something come though the door.

"Twilight! I got those scrolls you ask for..." Spike said before noticing Twilight new form.

"AGH! TWILIGHT HELP! THERE A MONSTER PONY IN THE HOUSE!" Spike scream and ran dropping the scrolls.

"Spike wait!" Twilight said and jump down tot he next floor in front of Spike.

"Twilight! Were are you?! This monster pony going to eat me!" Spike call out.

Twilight roll her eyes and step closer as Spike back away.

"Please don't eat me. Baby Dragons don't taste very good." Spike said before backing to a wall.

"Spike, It me. Twilight Sparkle." Twilight try to reason.

"Twilight?" Spike ask. Twilight nods in return.

Spike eyes narrow and ask, "How do I know you are really Twilight?"

Now it was Twilight turn to narrow her eyes.

"You have a crush on Rarity." She said flatly.

Spike eyes widen. He still didn't know that everypony knew that, but he knew Twilight knew alright.

"Twilight? What happen to you?" Spike ask.

"I don't know. I was looking for whatever Trixie was talking about and I went outside to get some fresh air. I watch the sun set and before I knew it, I change into this thing." Twilight answer.

Twilight started walk to basement with Spike right behind her. Twilight had a little trouble fitting though the door because of her new body. With Spike help she was able to get though. They walk down and soon came to the same machine that Twilight hook Pinkie up to a few months ago. Twilight hook herself up and started the machine.

"Hey Twilight! You just remind of something I read. Maybe we can give you a nickname for this form. I got it! Werelight Shine!" Spike said.

Twilight eyes narrow again and said, "Spike I'm not going by the name 'Werelight Shine' and I don't what anypony to see me. I need to figure out what happen."

Spike shrug and started the machine. For few minutes Twilight remain still until a long piece of paper come out. She unhook herself and pick it up with her magic.

"Let see, physical strength greatly increase. Guess the means I'm even stronger than before. Wait, Magic greatly decrease?! But I'm still able to it! I need to worry that later. Let see, what else...Cytokinesis?" Twilight said going over the list.

Cyok-what now?" Spike ask.

Cytokinesis, It's mean I can control ice." Twilight explain and went back to the list.

"Let see, there one more thing on the list it..." Twilight started to say before a loud thud was heard.

"What was that?" Spike ask.

"I don't know, let go check it out." Twilight said and they ran outside after Spike help her get unstuck from the basement door.

* * *

Twilight and Spike reach outside and hide in some bushes. They spotted Miss Cheerilee laying on the ground.

"Is that Miss Cheerilee?" Spike ask.

"Yeah, You better go see if she alright." Twilight said.

"Why can't you go?" Spike ask.

"I don't want ponies to see me like this now go!" Twilight said angrily.

"Gezz, Fine." Spike said and walk up to her.

"Hey Miss Cheerilee, Are you ok?" He ask as he got close to her.

"What does it matter to you, Pet?" Miss Cheerilee said.

Spike was surprise. Miss Cheerilee was never mean.

"Now bug off, I was enjoy my walk before you show up." She said again and walk off.

"Gezz, what a grouch." Spike said.

Back at the bush Twilight was look around before spotting Rainbow Dash fighting off some strange ponies She decide to get closer to figure out what was going on.

Rainbow was trying everything she can to stop the strange ghost like ponies but noting was working.

"Grrr, No matter what I do, this things just bush the attacks off like it was noting." Rainbow said.

One got close and try to bite her, but Rainbow spotted it and buck it away. Seeing that she couldn't hold them off, she did something that she never do, Flee from the fight.

"Great, The Rainbow Dash fleeing from the battle. If the others hear about this, I'll never live it down." Rainbow said.

Twilight watch as the ghost ponies turn to her and surround her. Twilight ready herself to fight back. One try to charge at her but Twilight threw a hoof punch that knock it away. Then more attack, that when Twilight learn that she had the lust for battle. She punch and buck the ghost ponies away each time they come near her. One got close and land a punch on her. Twilight growl and her horn started to glow a white color. She took a deep breath and exhale some ice mist that frozen some if the ponies.

"Hm, maybe this cytokinesis can come in handle after all." Twilight said and pick up the frozen ghost pony.

She threw it to some of the others and attack again. The Ghost Ponies try again and again to stop Twilight, but she was too powerful. Soon all if the ghost ponies were laying on the ground and disappear. Rainbow was watching from her cloud and was shock to see a creature take down the ghost ponies like noting. Twilight look around before a smile came to her face. She rise her head and look at the moon.

"AWOOOOOOOOOOO!" Twilight howl sounding like a wolf.

The howl was echo all over Ponyville. Some ponies woke up and shiver in fear. Other try looking outside but didn't see any thing and went back to sleep.

Rainbow watch as the strange pony walk away and she flew out of her cloud.

"Who or what was that? I better tell the others *yawn* in the morning." Rainbow said after a yawn escape her.

* * *

Here it is, The beginning is like the Sonic Unleashed intro of Sonic fighting Eggman before getting turn into a Werehog. After that, I made up a short level of Twilight finding a town and meeting a new pony. The rest was base off of Tumbler*Wiki*com info. I'm not sure how many Chapters will have Twilight Sparkle for day Missions of Werelight Shine for Night mission. But next will tell what the creatures are. If you already know about this story. Then that good, I hope you can help me out some. The Alicorn idea with the elements was also from Sonic Unleashed if you didn't notices. Please review.


	2. Chapter 2

**Twilight Unbound**

**Phantom Fan 21: **Here the next chapter. Twilight learn about the ghost ponies she fought and before going and restore the Elements power. This might me mostly Night Mission with a little bit of day. This is were Twilight starts using the name Werelight Shine as well. Still making my own levels and using Tumbler*Wiki*com info. Enjoy.

* * *

Day rise as Twilight slept on her books. She spend all night trying to find anything that match the creatures she fought last night. She also long turn back to normal. Twilight open her eyes and yawn. She had little sleep after what happen. She even still had the mark where the Ghost-like ponies hit her. Spike come in and saw Twilight getting up.

"Twilight where have you been? After I check on Miss Cheerilee, you were gone." Spike ask.

"Ahg!", Twilight said as she put a bandage on her cheek, "I saw Rainbow fighting some strange ghost-like ponies and went to check it out. She was force to flee and I step in. It appears in my form last night, I have a much bigger lust for fighting. I know how Rainbow feel when she fights now."

"Well, when I check on Miss Cheerilee she was acting pretty mean. Call me pet and other things" Spike said.

Twilight was a surprise. She indeed knew that Miss Cheerilee was never mean. So why was she? Before she could think on it some more, Spike bleach a scroll. Twilight took it and open it.

_"My beloved Student, _

_We are in a dangerous threat. I must talk to you. Come to Canerlot castle immanently. And bring Spike as well. This is something for your ears for now. I heard what happen last night and bring the elements back as well. We might need them._

_Princess Celestia"_

When Twilight finish she turn back to the elements. They were still a dull color but she still place them in her saddlebag and turn to Spike.

"Come on Spike, Princess Celestia has call us to Canerlot." She said.

"Really? Then she must know what going on." Spike said as he climb on Twilight back.

"She have too. And maybe she can figure out what happen to me and the Elements." Twilight said as she step outside.

They were greeted by Twilight friends at the door.

"Uh, Hey girls. What up?" Twilight ask.

"Twi, Rainbow said that she fought some ghost like ponies last night and a strange pony that was bigger then Big Mac appear and stop them. She even said that it howl like a wolf." Apple Jack said.

Twilight just stood there. She did attack the Ghost-like ponies last night but she still what to figure out what going on.

"Yeah I heard a strange howl last night and I thought it was a timber-wolf at first." Twilight said decide to wait until the time was right.

"That what Ah thought too, but it in Ponyville and it made little to no sense as Rainbow added how she beat some of them on her own." Apple Jack said rolling her eyes.

The rest follow. Rainbow pout and turn to Twilight.

"Say Twilight, where are you and Spike going?" She ask.

"Princess Celestia call me and Spike to the castle. She has some info for us." Twilight answer.

"Is that so? Well we should come along, darling." Rarity said.

"Sorry Rarity, But Celestia said it for mine and Spike's ears only." Twilight said.

"Really? Well, we would bug you about going, if that ok with you." Fluttershy said meekly.

"It fine Fluttershy. I ask Celestia if I can tell you after I get back." Twilight said.

"Have Fun Twilight. We'll be waiting." Pinkie said happily jumping up and down.

Twilight smile and walk to train station. Along the way she ran into Doctor Star.

"Star? What are you doing?" She ask.

"Hello Twilight, I'm just taking a tour around Ponyville. It my first time here after all." She said.

"Ok, Listen I have to head for Canerlot. So I don't have a lot of time to talk right now." Twilight said.

"Of course and is that a dragon on your back?" Star said and notices Spike.

"Yes, this is Spike, a baby Dragon I hatch from an egg during a test." Twilight said.

"I'm must say, He a cutie." Star said smiling.

"Eh, Twilight can we go now? This pony gives me the creeps." Spike ask.

"He can talk?" Star ask.

"Yes, but we really need to get going. I catch up later." Twilight said and walk away.

Twilight got a bit farer when she saw Miss Cheerilee. Remember what Spike told her, Twilight walk up to her.

"Hello Twilight! A lovely day today, is it?" Miss Cheerilee said.

Both Twilight and Spike was shock at this. Last night she was mean towards Spike and now she was acting right back to the way they knew her.

"Miss Cheerilee, I hear from Spike that you were being mean to him last night. Care to tell me why?" Twilight ask.

"What? I don't even remember seeing him last night, but if you said is true then I'm sorry. Now need to get to my class." Miss Cheerilee said and walk pass them looking as tried as Twilight.

"Whoa, Weird." Spike said.

Twilight just look at him with a rise eyebrow. They both walk on and soon Twilight was on the train to Canerlot.

* * *

Twilight and Spike walk into the throne room where Celestia was waiting for them.

"Twilight, I'm glad you are here, now for the reason I call you and Spike here." Celestia said getting straight to point.

Twilight and Spike follow Celestia as she explain what going on.

"I'm afraid that Equestria has been over run with Windigoes." She said.

"Windigoes? The founders of Equestria? But I they were gone after Ponies started working together." Twilight ask.

"I too thought they were gone, But the prison appear to be broken." Celestia agree and explain once more.

"Trixie." Twilight whisper.

"The Windigoes are appear to possess other ponies turn them into hurt fill creatures at night." Celestia said.

"That could explain why, Miss Cheerilee was acting mean to Spike last night then be normal before we come here." Twilight said.

"That remind me, Twilight come here. I need to check you for a second." Celestia said.

"Uh? Sure." Twilight said and walk up to her.

"Good this won't take long." Celestia said and place her horn on Twilight head.

Celestia horn glow and Twilight remain still wondering what going on.

"Twilight I need you to clear your mind. I can't search with your thoughts in the way." Celestia said.

"Oh, Sorry Celestia." Twilight said and did her best to drop all thoughts.

After a few Minutes Celestia eyes widen and she back away.

"NO!" She shouted.

"What? What is it?" Twilight ask.

"Twilight you have been possess by a Windigo!" Celestia told her.

"I'M WHAT?!" Twilight shouted.

* * *

**Name: **Twilight Sparkle

**Pony Type: **Unicorn

**Gender: **Mare

**Element: **Magic.

* * *

Twilight stood there in shock. A Windigo instead her? But how and when? That when Twilight remember something. The Altar, it must have help the Windigo get inside her.

"Windigo can not enter the Bares of the Elements and some how it was able to enter you. Tell me Twilight, have you ever feel anything strange at night?" Celestia ask.

"Well, When you have the sun go down, My head started to throb and my body tingles and then I change into some kind of creature. I have a darker shade of lilac for my fur coat, my teeth and horn get shaper, I grow taller..." Twilight explain her transformation to Celestia as she listen.

"I see, The Windigoes the possess other ponies can turn them into monsters. But some how you are able to control yourself." Celestia said.

"Well, I think Werelight Shine is a best name for Twilight other form." Spike said.

"Spike! This is no time to be joking! Princess I might now how they escape!" Twilight said and told her what happen two nights ago.

When she finish, Celestia was in deep thought.

"I never thought Trixie would do such a thing. And you say that elements power was drain?" Celestia said the ask.

"Yes, I even brought them with me." Twilight said and pull then out.

Celestia was highly surprise. The elements were completely dull.

"Because the Elements runs on ponies Harmony they can't be use until the Windigoes are gone." Celestia told her.

Twilight was surprise. Does that means because she had a Windigo in her that she can't use her element? She shook the thought out of her mind. She going to find a way to get the Windigo out of her and restore the Elements.

"Celestia, I think it best to restore the Elements. We will have to wait on the Element of Magic until we know if I still can use it." Twilight said.

"You think because Windigo in you will stop you from using your Element? While I understand your fear, don't let it cloud your mind Twilight. Now go and recover the elements power." Celestia said and give Twilight the Elements back.

Twilight nods and she and Spike walk out of the Castle. Once they did, Twilight began to think.

"Let see, since we're saving my element for last, I say we visit each of my friends and have them recover the elements." Twilight said.

"And we should tell them about the Windigo inside you." Spike added.

"No Spike, if the girls find out that I'm that creature then they leave me. I'll be alone again." Twilight said.

"Twilight, they know you because what in your heart not because you change into a werepony at night." Spike said.

Twilight wasn't listening. She was pulling out a piece of paper and writing down her friends names and their elements. Spike sign and they walk back to the train station.

* * *

They return to Ponyville as Twilight explain her plan.

"OK, We need to find any of my friends tell them what Celestia told me and we are not telling them about the Windigo in me and I'll keep a low profile at night." Twilight said.

"Yeah, Sure." Spike said.

Then a rainbow blur crash into Twilight and the lay on the ground. Spike turn to see Rainbow Dash on top of Twilight like the day they first met.

"Opps! Sorry Twilight. I was in a rush. I didn't see you." Rainbow said getting off her.

"Rainbow! Why are you in a rush?" Twilight ask.

"Cloudsdale is being attack by some strange ghost-like ponies and I'm going there to help." Rainbow explain.

Twilight and Spike look at each other. Ghost-like Ponies? The Windigoes? Twilight turn back and said, "Let me come along."

"Huh? You want to help?" Rainbow ask confuse.

"Yeah, Celestia told me about the ghost-like ponies you mention. I think there might be away. Just let me get a cloud walking spell ready and me a Spike will join you." Twilight said.

"Well, if you know about those ghost ponies, then hurry and cast that spell we need all the help we can get." Rainbow said.

* * *

**Name: **Werelight Shine

**Pony Type: **Possess Unicorn/Werepony

**Gender: **Mare

**Element: **None(same as Twilight)

* * *

After getting a hot air balloon, Rainbow, Twilight, and Spike head to Cloudsdale. Once they got there, Twilight saw what she knew were Windigoes. Rainbow saw Spitfire and some of the other Wonderbolts fighting them off.

"I thought you said, they appear in night-time?" Rainbow ask.

"That was a guess, I was sure they appear in the day. Celestia did send me notes about the Windigoes." Twilight said as the balloon landed.

Twilight cast the cloud walking spell and she and Spike ran to help. They got closer to see Spitfire kick a Windigo and it disappear. As they got even closer close, some of the Windigoes notices Twilight. They disappear and Cloudsdale was safe, for now.

"What was that all about?" Soarin ask.

"Spitfire Ma'am!" Rainbow said and saluted her.

"Rainbow Dash! I see you have come here two and you...brought a unicorn and dragon?" Spitfire said then saw Twilight and Spike.

"Yeah, this is Twilight Sparkle. She my friend. She knows about the ghost ponies your were just fighting." Rainbow said.

"Really? Do tell." Spitfire said.

Twilight full them up about the Windigoes and what they can do. At she finish Spitfire nods.

"I see, Well, they are pushovers during the day. It take one hit just to beat them." Spitfire said.

"I'll let the Princess know, We need everything we can get to help us stop them." Twilight said.

"Right, in the meantime we better go out on patrol. Rainbow Dash! I want you to stick with your friend and her dragon and patrol one side of Cloudsdale." Spitfire said.

"Right! Oh and the dragon name is Spike." Rainbow said.

"Yes of course, now GET TO WORK!" Spitfire said then yell.

"Yes ma'am!" The three saluted and walk/flew off.

* * *

They walk around Cloudsdale and spotted a few Windigoes. Once they saw Twilight, they ether flee or fight. If they flee, the three follow them until they turn to fight or disappear. If they fight, they were easily beaten with just one hit. This went on for a while and things was going in their flavor. But it was about to change soon. Twilight notices that it was getting darker and turn to see the sun set. She knew Celestia can not keep the sun up or Luna will be unhappy. Not only does the Windigoes get stronger at night, she can feel her transformation starting to happen, Rainbow notices.

"Hey Twilight, Are you ok?" She said.

"Hey Rainbow, I got an idea!", Twilight said sweet coming from her head, "Since we reach a two-way cloud road, why don't we spit up?"

"Huh? Spit up?" Rainbow ask confuse.

The sun set even lower as Twilight felt the throbbing return.

"Yeah! we can cover more ground...I mean...clouds that way." Twilight said trying to ignore the throbbing and the tingle that started to appear.

"So if we spit up, we can take down more Windigoes? Eh, work for me. I'll take this way." Rainbow said then point down the left path.

"Then I'll...go...this...way..." Twilight try to said but the feeling was getting worst as the sun was closer to setting.

"Sure, We'll met here in an hour maybe?" Rainbow ask.

"Sure...I'll...catch...you...later..." Twilight try to say again and ran off with Spike right behind her.

Once she was out of sight and the sun was gone, Twilight change into her Werepony form.

"Twilight, why not tell Rainbow about the Windigo in you?" Spike ask.

"Because Spike, you saw how she fought them. Even with my help, she didn't take them lightly." Twilight said.

"Twi, you need to get over that. It not like she going to..." Spike started to say before Twilight grab him and hide behind a cloud pillar.

She peek out to see a horde of Windigoes. Twilight watch as they heading for Cloudsdale.

"Spike, go down this path and warn Spitfire that the Windigoes are come in greater numbers. I'll try to hold them off." Twilight said.

"Uh, sure just be careful." Spike said and ran off.

Twilight started to follow the Windigoes horde hopping to surprise them. Meanwhile Rainbow had check her side of the clouds already and was heading back to check on Twilight, when she spotted Twilight in her werepony form. Wanting answers, Rainbow flew down and try to land on Twilight. She did and was fling off quickly. She got up and flew in front of Twilight face.

"Alright, I want answers! Why are you following those Windigoes?" She ask.

Seeing that Rainbow didn't realizes that she was the same pony, she answer.

"Those Windigoes are heading for Cloudsdale and I'm going to stop them." She said.

"Yeah, sure you were.", Rainbow said flatly, "How do know you won't help them? I was told they possess ponies get turn into monsters."

"They wouldn't attack their own kind." Twilight told her.

Before Rainbow could press on, they notices that they were surrounded by the Windigoes that Twilight was following. They stood back to back ready to fight.

"Rainbow, stay out of this. I can handle them." Twilight said.

"Huh? How do you know my name?" Rainbow ask.

"There no time, now stand DOWN!" Twilight yell as her anger grew quickly.

Rainbow turn in shock to see Twilight rush off and punch one Windigo and turn to see another one fly up to her. Twilight horn made a white glow and she blew some ice that froze the Windigo. Rainbow watch in shock as the battle play out in front of her eyes. Twilight pick up the froze Windigo and threw it to the others. The froze one shatter as all the ones were hit with it. Twilight then successfully to beat down the rest of the Windigoes as Rainbow stood there in shock.

_'Ok, that thing is not one of those Windigoes. As Twilight would say, a Windigo will never fight it own kind.'_ Rainbow thought as she watch the Windigoes disappear.

"AWOOOOOOOOO!" Twilight howl in victory.

_'Gah! I'm need to stop that! I think Spike right, I am a werepony.' _Twilight thought before turning to Rainbow.

"You...were...so...AWESOME!" Rainbow shouted.

Twilight roll her eyes. She then spotted more Windigoes some yards away from them.

"Rainbow, We got more over there." Twilight said.

Rainbow turn and saw them.

"I'm on it.", She said before turning back, "What your name anyways?"

Twilight look away. She didn't want to tell Rainbow her real name and was left with no choice then to go with the name Spike give her.

"Werelight.", She said turning back, "Werelight Shine."

"Werelight Shine huh? All well. You cool in my book. Hey! Maybe we can hang out after the Windigoes things are gone." Rainbow said.

"Because I'm part Windigo myself, if they go, I go too. So as long as they are here, so will I, but only at night." Twilight explain.

"Eh, You sound like Twilight and she a egghead. Anyways, thanks for helping Werelight Shine. I got the rest cover." Rainbow said and flew off.

Twilight shook her head. Now she can find away to get the elements restore. But she doesn't know how yet. Rainbow is the Element of Loyalty. Many she still has to be loyal to somepony to get it power back. Twilight didn't think on it much longer before hearing something behind her. Twilight turn and saw Gilda. A Griffin that not only try to keep her friends away from Rainbow Dash but show her true colors to Rainbow after picking on Fluttershy. Twilight growl, wanting to attack but held back.

"Huh, I have to say you did a fine job against the Windigoes." She said.

"The Windigoes? You're working alongside them?" Twilight ask.

"Yeah, I heard about you. You been possess by a Windigo and you fight against them? You really haven't her true plans yet." Gilda said.

"Her true plans...Trixie!" Twilight growl once more.

"Hm, Now that I get a closer look at you, you remind me of somepony I met some time ago." Gilda said.

"Aloud me to refresh your memory!" Twilight howl losing control of her anger.

Twilight try to attack Gilda but she dodge all the attack that was thrown at her. Twilight then try her Cytokinesis, but Gilda was too quick again. Gilda flew up and gave Twilight a head-butt. Twilight didn't even flinch from the attack as she hoof punch her away. Gilda stood up and look at Twilight.

"Now, I remember you. You're one of Rainbow loser friends." She said.

"None of us are losers, Gilda, You thought that we were noting and you are better than us. Rainbow saw though you and stood by her real friends." Twilight told her, her teeth still showing.

"Hm, Love to say and chat, but I need to get going. Don't what to get caught up in this fight." Gilda said and flew off.

Twilight rise an eyebrow, wondering what she means. The she heard some stomping. Twilight turn to see a giant monstrous Pegasus stomp towards her. Twilight spotted some part of a uniform. It was a Wonderbolt, but which one. Twilight look close and realizes the colors. It was Soarin, he must got possessed during the fight of before she didn't know which but knew she had to stop him.

Twilight jump put of the way as a Hoof try to stomp her. Twilight soon grab his hoof with hers and lift him in the air. Despise being a lot bigger the her, Twilight pick him and said, "Sorry Soarin, but I got to stop you." and threw him away from Cloudsdale. Twilight ran back up and land a hoof punch. But it didn't do anything at all. Windigo-Soarin smack Twilight away and walk over to her. Twilight saw that he was going to stomp her and caught his hoof. Twilight was able to hold it as Windigo-Soarin push harder. Finally using all the strength she held, she threw Windigo-Soarin off her. Windigo-Soarin crash in the clouds as Twilight jump and land on her face. She threw hoof punch after hoof punch trying to hurt him.

She was knock away before being stomp on. She went though the cloud and land in the Wonderbolt training field. Twilight stood up only to get smash again. Windigo-Soarin stomp Twilight over and over again. If she was her normal self she would be out and never get back up, but it turn out the Windigo inside her was keeping her alive, no mater how time she was stomp.

"TWILIGHT!" A voice call out and Twilight saw Windigo-Soarin back away as green fire push him back.

Twilight got up and saw that Spike was trying to keep him at bay. Twilight saw that every time Spike threw his flame Windigo-Soarin open for a brief moment.

"Spike! Keep it up! I might be able to free him!" Twilight shouted to the Baby Dragon.

Spike threw flame after flame as Twilight counted how long he remain open. At the last flame Twilight jump and give him the hardest Head-butt she could.

"GET OUT OF HIM!" Twilight shouted.

The Head-butt did the trick, she wasn't sure how, but it did it. A Windigo was force out of Soarin and he turn back to normal. The Windigo disappear as Twilight crash to the ground. Spike ran up to her and ask, "Are you ok Twilight?"

"Heh, noting then a little healing spell won't take care of." Twilight said and passing out.

* * *

Night Mission, next is the Day Mission were Twilight recover the power of the Element of Loyalty. Then the start of the next mission. I made what should look like a break that gives a little into on the characters may not do it on every chapter but well see. And sorry if the story starts to look a little down hill, I can only put in some of many thoughts. Please review.


End file.
